Corporations (Aboriginal and Torres Strait Islander) Act 2006

CHAPTER 3 - BASIC FEATURES OF AN ABORIGINAL AND TORRES STRAIT ISLANDER CORPORATION  

PART 3-2 - RULES DEALING WITH THE INTERNAL GOVERNANCE OF CORPORATIONS  

Division 69 - Constitutions and amendment and replacement of constitutions  

Subdivision 69-B - Constitutional changes after registration  

SECTION 69-35   REGISTRAR MAY CHANGE AN ABORIGINAL AND TORRES STRAIT ISLANDER CORPORATION ' S CONSTITUTION ON OWN INITIATIVE  

69-35(1)    
The Registrar may, on his or her own initiative, change an Aboriginal and Torres Strait Islander corporation ' s constitution in the circumstances set out in subsection (2) or (3) .

69-35(2)    
The Registrar may change the constitution if the Registrar is satisfied that the corporation is not meeting the internal governance rules requirements.

Note:

Section 66-1 sets out the requirements.

69-35(3)    
The Registrar may change the constitution if the Registrar is satisfied that:

(a)    the conduct of the corporation ' s affairs; or

(b)    an actual or proposed act or omission by or on behalf of the corporation; or

(c)    a resolution, or a proposed resolution, of members or a class of members of the corporation;

is either:

(d)    contrary to the interests of the members as a whole; or

(e)    oppressive to, unfairly prejudicial to, or unfairly discriminatory against, a member or members whether in that capacity or in any other capacity.

69-35(4)    
The changes that the Registrar may make are the changes that the Registrar considers appropriate having regard to the internal governance rules requirements and the circumstances of the particular corporation.

69-35(5)    
If the corporation is a registered native title body corporate, the Registrar must not change the constitution on the basis of:

(a)    an act (or omission from doing an act); or

(b)    a proposed act (or omission from doing an act);

if an officer or employee of the corporation does (or refrains from doing), or proposes to do (or refrain from doing), the act:

(c)    in good faith; and

(d)    with the belief that doing (or refraining from doing) the act is necessary to ensure that the corporation complies with a Native Title legislation obligation.

69-35(6)    
The Registrar makes the change by registering it.

69-35(7)    
If the Registrar changes the constitution, the Registrar must give the corporation written notice within 28 days after registration of the changes:

(a)    stating that the Registrar has changed the constitution; and

(b)    setting out the terms of the change.

69-35(8)    
In making a change under this section, the Registrar does not have to comply with paragraph 69-5(1)(a) (special resolution), section 69-15 (satisfying extra requirements in constitution), section 69-20 (corporation to lodge copy of changes) or section 69-30 (Registrar to determine if constitutional change should be registered).